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XOS Form 4: Director receives 1,883 RSUs for Q3 retainer

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Xos, Inc. (XOS) director reports equity compensation. On 10/10/2025, a director acquired 1,883 shares of common stock at $0 through RSUs issued in lieu of the Q3 2025 Audit Committee Chair cash retainer. The RSUs vested immediately on the grant date.

Following the transaction, direct beneficial ownership was 123,777 shares. An additional 21,172 shares are held indirectly by a trust. The position includes 62,377 unvested RSUs.

Positive

  • None.

Negative

  • None.
Insider RAPP EDWARD J
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 1,883 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 123,777 shares (Direct); Common Stock — 21,172 shares (Indirect, By Trust)
Footnotes (1)
  1. The shares reported in this transaction represent RSUs that were issued to the Reporting Person in lieu of the cash retainer for the Reporting Person's service as Audit Committee Chair in Q3 2025. The RSUs reported vested immediately on the date of grant. Includes 62,377 unvested RSUs. Shares are held by the Edward Joseph Rapp TTEE U/A DTD 02/07/2005, of which the Reporting Person is trustee.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
RAPP EDWARD J
(Last) (First) (Middle)
C/O XOS, INC.
3550 TYBURN STREET, UNIT 100
(Street)
LOS ANGELES CA 90065
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Xos, Inc. [ XOS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/10/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/10/2025 A 1,883(1) A $0 123,777(2) D
Common Stock 21,172 I By Trust(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The shares reported in this transaction represent RSUs that were issued to the Reporting Person in lieu of the cash retainer for the Reporting Person's service as Audit Committee Chair in Q3 2025. The RSUs reported vested immediately on the date of grant.
2. Includes 62,377 unvested RSUs.
3. Shares are held by the Edward Joseph Rapp TTEE U/A DTD 02/07/2005, of which the Reporting Person is trustee.
Remarks:
/s/ David M. Zlotchew, Attorney-in-Fact for Edward J. Rapp 10/14/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did XOS report on Form 4?

A director acquired 1,883 shares via RSUs at $0 on 10/10/2025 as compensation for Q3 2025 service.

Why were the 1,883 RSUs granted to the XOS director?

They were issued in lieu of the cash retainer for the director’s service as Audit Committee Chair in Q3 2025.

Did the RSUs vest immediately?

Yes. The filing states the RSUs vested immediately on the date of grant.

How many XOS shares does the director own after the transaction?

Direct beneficial ownership is 123,777 shares, plus 21,172 shares held indirectly by a trust.

How many unvested RSUs are included in the director’s holdings?

Holdings include 62,377 unvested RSUs.

Who holds the indirect XOS shares reported?

They are held by the Edward Joseph Rapp TTEE U/A DTD 02/07/2005, for which the reporting person is trustee.